Correspondence 0001493152-24-014931 from Eightco Holdings Inc. (OCTO) (CIK 0001892492) (ORBS)
Eightco Holdings Inc. (OCTO) (CIK 0001892492)
Date: April 16, 2024 · CIK: 0001892492 · Accession: 0001493152-24-014931
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File numbers found in text: 333-276876
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CORRESP
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Eightco
Holdings Inc.
101
Larry Holmes Drive, Suite 313
Easton,
PA 18042
April
16, 2024
VIA
EDGAR
Division
of Corporation Finance
Office
of Finance
U.S.
Securities and Exchange Commission
Washington,
D.C. 20549
Attention:
Robert Arzonetti
Re:
Eightco
Holdings Inc.
Registration
Statement on Form S-3
Originally
filed on February 5, 2024, as amended on April 3, 2024
File
No. 333-276876 (as amended, the “Registration Statement”)
Request
for Acceleration
Ladies
and Gentlemen:
Pursuant
to Rule 461 of the Rules and Regulations of the Securities and Exchange Commission (the “Commission”) under
the Securities Act of 1933, as amended, Eightco Holdings Inc. (the “Company”) hereby respectfully requests
acceleration of the effective date of the Registration Statement, so that it may become effective at 4:30 p.m., Eastern Time, on April
18, 2024, or as soon thereafter as practicable.
Should
any member of the staff of the Commission have any questions or comments with respect to this request, please contact our counsel, Haynes
and Boone, LLP, attention: Alla Digilova, Esq. at (212) 659-4993.
Very
truly yours,
eightco
holdings Inc.
By:
/s/
Paul Vassilakos
Paul
Vassilakos
Chief
Executive Officer
cc:
Rick
Werner, Esq., Haynes and Boone, LLP
Alla
Digilova, Esq., Haynes and Boone, LLP